X0202 4 2006-11-22 0 0001297401 DreamWorks Animation SKG, Inc. DWA 0001307029 DWA Escrow LLLP C/O DG-DW, L.P. 12011 SAN VICENTE BLVD., SUITE 606 LOS ANGELES CA 90049 0 0 1 0 Class A Common Stock, par value $0.01 per share 2006-12-18 4 J 0 7261690 D 643635 D Class B Common Stock, par value $0.01 per share 2006-11-22 4 J 0 23915 D Class A Common Stock 23915 14499467 D Class B Common Stock, par value $0.01 per share 2006-11-22 4 J 0 7237776 D Class A Common Stock 7237776 7261691 D Class B Common Stock, par value $0.01 per share 2006-11-22 4 J 0 7261691 D Class A Common Stock 7261691 0 D DWA Escrow LLLP (?Holdco?) previously allocated all shares of Class A and Class B common stock of DreamWorks Animation SKG, Inc. held by it to its partners. On December 18, 2006, (i) DW Lips, L.P. received all 7,261,690 shares of Class A Stock allocated to it, (ii) M& J K Dream Limited Partnership received all 23,915 shares of Class B Stock allocated to it, (iii) M& J K B Limited Partnership received all 7,237,776 shares of Class B Stock Allocated to it, and (iv) DG-DW, L.P. received all 7,261,691 shares of Class B Stock allocated to it, in each case pursuant to the terms of Holdco?s partnership agreement. The Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis. The Class B Common Stock is convertible at any time into Class A Common Stock and does not expire. Holdco was organized for the sole purpose of holding and allocating shares of DWA?s common stock contributed to it by its partners. In connection with a follow-on offering consummated on November 20, 2006, all shares of common stock held by Holdco on behalf of its partners were permanently allocated to such partners pursuant to the terms of Holdco?s partnership agreement. Holdco expressly disclaims beneficial ownership of all shares of DWA common stock held by it (which have been permanently allocated to its partners) and the inclusion of such shares in this report shall not be deemed an admission of beneficial ownership of any of the reported shares for the purposes of Sections 13(d) or 13(g) of the Securities Exchange Act or for any other purpose. DWA Escrow LLLP by: DG-DW, Inc., General Partner by: Richard Sherman, Chief Financial Officer 2006-12-20